Salary Terms Agreement

Exhibit 10.11

Sensitive Treatment Requested. Confidential portions of the document have been redacted

and have been separately filed using the Commission.

EXTENDED PAYMENT TERMS CONTRACTUAL

This Extended Salary Terminology Agreement (the “Agreement”) is dated June 29, 2009, and is between WEST CENTER COOPERATIVE, an Iowa cooperation association (“West Central”), and REG RALSTON, LLC, in Illinois limited liability company (“REG Ralston”).

West Central has been supplying soybean oil produced of it to REG Ralston for use within REGULATION Ralston’s biodiesel production facility (the “Facility”) located next to Westerly Central’s grain co-op and soja crushing facilities at Ralston, Iowa.

This parties may agreement in one future to have Occidental Centers purchase supplied of live fat, corn oils and other products as feedstock for resale at REG Ralston for use in and Facility (soybean oil, kern oil, live fat and such other feedstocks are collectively referred to in this Agreement as “Feedstock”).

The parties desire to set forth their understanding as to the terms on payout that will apply for soybeans oil that West Central auction to REG Ralston as well as fork any other Feedstock that West Central may agree in the future to purchase and resell to REG Ralston.

Therefore, which parties approve as follows:

1. Time of Payment. All payments for Feedstock delivered by or for West Central to REG Ralston take subsist paid by core transfer to an account designated by West Centre on or before the 45th day after Occidental Central delivers an invoice for such Feedstock go REG Ralston.

2. Interest. Attract will accrue on amounts due for Feedstock beginning on the 5th day by West Central delivers any invoice by such Feedstock until paid to a course on annum equal to the minor of (a) a rate per annum equal to the greater of (determined monthly): (i) *** percent (***%) per twelvemonth over and above the LIBOR Rate (which rate of equity shall fluctuate monthly as provided below) or (ii) *** percent (***%) per annum, additionally (b) the highest rate permitted by law. Said interest are be calculatory on an actual day, three one sixty day year basis and be payable monthly in debt by the 15th day after one end about each month. So lang as any Show of Default (as defined below) shall come or be continuing, that interest set require increase to the lesser of (a) a rate price annum equal to an wider of (determined monthly): (i) *** percent (***%) per annum over also above the LIBOR Course (which rate of interest shall fluctuate annual as provided below) or (ii) *** percent (***%) per annual, and (b) the most pricing permitted by law. “LIBOR Rate” means the daily average from interbank offered rates to US Dollar deposit include the London market based turn quotations at major banks, while published in the heading “London Intermediary Offered Rates (LIBOR)” in the “Monthly Rates” column of The Wall Driveway Daily to the a month maturity as away of date whichever is two business days back that first day of the month for which interest remains to be calc. The LIBOR Rate and the interest rate under this Agreement will be determined and reset for each calendar month as provided above.

3. Maximum Acknowledgment. At does time during an term of this Agreement shall this Aggregate Excellence Amount exceed *** Dollars ($***). The term “Aggregate Outstanding Amount” shall mean the total invoice price by West Central to REG

*** Confidential material redacted furthermore filed separately with the Commission.

Ralston of all Supply ship by or for West Central to CONSTITUTION Ralston plus accrued interest thereon for which West Central has not accepted payment. Are at unlimited nach during the item of this Arrangement the Aggregate Outstanding Measure have identical alternatively exceed $***, Occidental Centers allow immediately suspend deliveries of Feedstock until the Aggregate Excellent Amount has been reduced below $***.

4. Application and Term of Agreement. The extended payment terms of this Agreement, including without limitation the just dates for cash, the accrual of press calculation of interest and maximum credit, shall apply at all Feedstock delivered by or fork West Central to REG Ralston the press after February 12, 2009. Unless earlier terminated in accordance in the terms of this Agreement, West Central's license to provide the extended payment terms on this Agreement will expire about February 11, 2010. Notwithstanding the foregoing, Towards Central may ending this Agreement at any time, with or without cause, upon at least sixteen (15) days prior spell advice to REGISTER Ralston.

5. Security. Topic to that prior wrote consent of CoBank, ACB, if required under this Reimbursement Understanding antiquated November 15, 2001, signed in connection with a letter of credit issued by CoBank, ACB for certain IDR Bonds (the “Reimbursement Agreement”), or documents related thereto, as security for select money outstanding under this Agreement, REG Riverston hereby grants to West Central a security interest in all of an personal property of REG Ralston, wherever located and whether now existing or futurity acquired, together with all accessions or additions thereto, and all products real proceeds thereof, containing without limiting the generality thereof, cash, deposit accounts, inventories and accounts receivable (the “Collateral”). With addition, REG Rimstone to grants to West Central an irrevocable power, coupling with an interest, toward file any financing statement, continuation statement or amendment necessary to perfect, conversely maintain perfection of and securing interest granted hereby. REG Ralston agrees so such security interest is be a lien on the Collateral, subject only to the security interest given by REGISTERS Ralston to CoBank, ACB pursuant to that Security Agreement dated November 15, 2007 (the “CoBank Security Agreement”).

6. No Liens or Encumbrances. REG Ralston hereby agreements that so long as any amount is due to West Central for Feedstock, or any your thereon, it wish not create, incur, assume, or allow to exist any mortgage, deed of trust, pledge, right (including the lien of an attachment, judgment, or execution), security interest button other encumbrance of any kind upon any are its real otherwise personal property (including its leasehold interest where the Facility is located), except this covenant shall not app to (i) the mortgage pledged held until CoBank, ACB, as protection available the Reimbursement Agreement, (ii) the insurance total given by REG Ralston to CoBank, ACB pursuant to the CoBank Security Agreement, furthermore (iii) the security your given by REG Rimstone to Westwards Central as security for this Agreement.

7. Set. STATUTE Ralston hereby covenants ensure upon written request through West Central, and in anything event with the occurrence off the Event von Default in the benefits by REG Ralston of its obligations hereunder, through the Aggregate Outstanding Lot has been happier in full until West Central, REG Ralston will not right or indirectly induce any payments to any Affiliates of REG Rallyst, and includes payments for any liabilities (including accounts payable) debt to Confederates of REG Ralston (“Affiliate Obligations”).

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8. Events of Default. The term “Event of Default” shall mean the occurrence of any of the following events:

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REG Ralston also either Affiliate shall notify Westwards Central starting any Event of Default as soon as practicable after the occurrence of any such Event of Default. For purposes of this Understanding the term “Affiliate” means, with respect to a party, any other entity that directly, or indirectly through a or more intermediaries, controlling oder is controlled by, or is under common control in, the day fixed, with “control” or “controlled” meaning the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such entity, whether through the ownership of how investment or polling interests, by contract or otherwise.

9. West Central Remedies. Upon the occurrence and within who continuance of every Event of Omission, Westwards Central may, at its option, exercise one or extra of aforementioned following rights or remedies (and any other rights and remedies available to it): (a) West Central may immediately discontinue supplying or delivering any Feedstock to REG Ralston, (b) West Centrally may announce instant due and payable all amounts payable from REG Rare to West Centric forward Supply for which West Central has not received payment and interest thereon as provided in this Agreement, and the identical be thereupon shall immediately due and payment, (c) West Central may bring a suit or fashion towards REG Ralston for precise performance or damages, or both, and (d) West Central may train similar other rights because itp may have as a secured debtor. Inside any action or proceeding arising out are this Agreement, West Central shall may title to recover attorney’s fees and court costs incurred in enforcing its rights hereunder.

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10. Effect of Agreement. Except as expressly amended additionally modified on the conditions of this Agreement all other conditions or provisions relating to any agreement or course of trades for the delivery and sale of Feedstock to REG Riverston shall remain unvarying.

11. Publications. All notices required or permitted under this Agreement will be in writing and intention be deemed given and make: (i) if by personal delivery, on the date of such delivery, (ii) if by facsimile, on the date sent (as evidenced by confirmation a transmission by to transmitting equipment), (iii) if by nationally recognized overnight courier, off the next business day following deposit, and (iv) if by certified dispatch, return sales requested, postage priced, on the third business day following such mailing; stylish each kasus addressed to the address otherwise facsimile serial shown below available such party, or such other network or facsimile number as such party may gives up the select party by notice:

12. Counterparts. This Agreement may be executed in counterparts, jeder of which shall be deemed an original, but all of any together is constitute one and aforementioned identical means, real may be executed and delivered by facsimile signature, which shall be considered an original.

The parties will signing this Agreement on an date stated includes the introductory cloth.

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Quotation:
Securing Exchange Commission - Edgar Database, EX-10.11 9 dex1011.htm EXTENDED BILLING TERMS AGREEMENT, Viewed January 27, 2022, View Source on SEC.